Promise
by ShiftingWinds125
Summary: TF:TM "The Autobot commander fell sideways, a groan escaping his lips and the Matrix flew from his servos. Magnus hit the ground and his optics offlined. 'I'm sorry, my love.' His body sparked once, then… exploded." Slash!


Hello! Here's the Ultra Magnus/Hot Rod fic I promised.

It's kind of the slashy, tweaked version of the 1985 movie starting at the planet Junkion.

Disclaimer: I own nothing. Everything you see in this fic belongs to Hasbro and Paramount.

Warnings: Mech kissing near the end. Fighting, drama, angst and a little Springer/Arcee if you squint slightly.

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><p>"<em>Promise"<em>

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><p><em>(Planet Junkion)<em>

They were quickly running out of charge in their weapons.

The Decepticons fired at them as they ran or drove across the junk strewn land. Ultra Magnus and Perceptor brought up the rear, returning the blasts with laser bolts of their own. A shot hit the ground close to the red scientist's pede and he went flying forward as the junk went up in a purple explosion.

Magnus covered him as the smaller mech got back up and began to fire at the enemy again. Perceptor cursed in Cybertronian when his weapon ran out of charge.

The truck-former looked over at his comrade. "Get to cover. I'll try to unleash the power of the Matrix."

Perceptor nodded and ran ahead to the rest of the group, dodging another purple blast from the Sweeps. The others were in a hole in the side of a junk pile.

Once he was sure they were all safely inside Magnus fired at the top of the opening and junk covered the entrance to the cave as it crashed down, a chorus of "'Til all are one" ringing in his audios.

"'Til all are one," the commander repeated, gaining more courage from the memory of his brother.

Galvatron and Cyclonus landed close by as the blue and white mech struggled to open the Matrix. They approached, looking like two cyber-cats ready to pounce upon a cornered cyber-mouse.

"Open, damn you, open." Magnus pulled harder on the handles, but to no avail.

His frustration and panic grew with each step the two purple 'Cons took until they were but a yard from him.

"Prime," the commander whispered. "You said the Matrix would light our darkest hour."

Galvatron stopped with Cyclonus staying a respectful step behind his master. "Magnus!" The gun-former called. "I want the Matrix!"

"Never!"

Galvatron growled, his blood red eyes flashing. "Sweeps!" The Decepticon leader pointed at Magnus. "Exterminate him!"

The dark blue transformers fired upon the commander. Ultra Magnus screamed, the Matrix held high over his head.

"Die! Die!" Galvatron screeched as the Sweeps continued to fire.

The Autobot commander fell sideways, a groan escaping his lips and the Matrix flew from his servos. Magnus hit the ground and his optics offlined. _'I'm sorry, my love.'_

His body sparked once, then… exploded.

The dark purple 'Con caught the ring and smirked in triumph. "Unicron, my _master_, with this item, I will make you my _slave_."

Far away, the God of Chaos screamed.

* * *

><p><em>(Quintessa)<em>

Hot Rod growled as he and Kup were forced into the prison cell.

"Why are we here?" He asked, pacing. "We haven't done anything wrong."

"I don't know lad, but it isn't worth wasting energon on," Kup replied as he sat down on the only bunk.

Hot Rod sat beside his mentor, unease and fear for his mate and the others growing in the flamed mech's spark. "What in the name of Primus was that thing with the tentacles?" The gray mech asked, thinking out loud.

He didn't expect to be answered.

"Those are the Quintessons. They are the cruel masters of the Sharkticons."

Another transformer stepped out of the shadows of the other cell and approached the bars separating them. "Who are you?" Hot Rod asked.

"I am Kranix. My planet was destroyed by Unicron."

"Unicron?"

"Who is this Unicron?" Kup questioned.

"A planet that devours everything in its path."

The older mech took a step back, his eyes widening. "So that's the monster's name."

Suddenly there was a loud roar and the door to Kranix's cell opened. Sharkticons poured in and grabbed the pink and grey mech before the shark-formers dragged him away. "No please!" The mech screamed as he struggled. "I'm the last survivor of Lithone!"

Kranix reached out a servo for help.

Kup tried to hold Hot Rod back as the yellow flamed mech struggled against him. "Let him go!" Roddy ordered as he broke away from his mentor and gabbed the bars.

An electric surge coursed through Hot Rod and he flew back. His optics offlined and he knew nothing for a second. When he came to, Kup was holding him up and Kranix was being dragged before the five-faced horror.

"Has the supreme magistrate reached a verdict?" The lizard-like servant growled.

The creature in the throne twisted its mask to the white face with the red star-shaped crown. "I have."

Kranix growled. "Spare me this mockery of justice!"

The tentacled advisor ignored the mech. "Guilty or innocent?"

The face turned to a fanged, green mask. "Innocent."

Kranix took a step back on the plank, his metallic mouth hanging open in shock before the platform fell out from under him and the mech screamed as he plunged into the yellow-ish water. Kranix surfaced a moment later… only to be attacked by the hungry Sharkticons, his screams ringing in Hot Rod's audios as the doomed mech was ripped apart and eaten.

"Not the end I'd wish for lad," Kup said quietly beside him.

Hot Rod gripped the bars of their cell in anger and shock. The advisor floated over to them, a smirk on his fanged face. "The Imperial Magistrate has decided to let you wait a while longer as he has business to attend to elsewhere, but don't worry. You will not have to wait long," A tentacle reached out and caressed the flamed mech's silver face as he continued, "It's rare, but perhaps his Excellency will let you two live to be our pets," The advisor's optics stared hungrily at the young 'bot.

Hot Rod glowered back as he smacked the offending appendage away. "I'd rather take my chances with the Sharkticons," he spat.

"Too bad," the Quintesson purred. "It would have been such fun breaking you of that spirit."

The flamed mech growled as the creature turned and floated away.

Kup walked over to the bunk and sat down, his shoulders hunching in defeat. "Well, that's it. We're slagged."

Hot Rod began to pace, his servos clenched at his sides. "No, we're not. There has to be another way. Another way to-" The flamed mech froze as a sad voice filled his head.

'_I'm sorry, my love.'_

The bond he shared with Ultra Magnus suddenly went cold as death and pain filled Hot Rod's entire being.

He could no longer feel his mate.

The orange mech screamed.

Kup jumped up from the bunk, the sound sending the metal on the back of his neck crawling. He had only heard it once before in his lifetime and he had never wanted to hear a sound like that again. It was the scream of loss and pain. A Cybertronian only made that noise when their mate had been ripped away from them by the Matrix.

And very few survived it.

Kup grabbed Hot Rod by the shoulders and began to shake him, calling his name. Abruptly the orange mech's screams stopped and a ringing silence filled in the cell. "Lad?" The gray mech asked. Fear grew in his metallic gut when his protégé didn't reply.

The orange mech's blue optics glazed over as Hot Rod pulled into himself, his screams turning inward. _'Magnus! Can you hear me?'_

No reply.

'_Please, answer me!'_

None came.

'_Magnus…'_

Nothing.

'_ANSWER ME!'_

Cold and silence were his only response.

Hot Rod's spark gave a sharp throb and he gasped, his arms wrapping round Kup as the orange mech felt suddenly dizzy.

A second throb and weakness took hold. The gray car-former grabbed Hot Rod as the young 'bot's legs gave out and Kup supported his protégé as they both slipped to the floor.

A third caused Roddy to cry out. The elder mech tightened his hold when the orange mech began to shake slightly and coolant began to form on the young 'bot's helm. All Hot Rod felt was exhaustion once the pain had left him.

Kup shifted his student so Roddy would be stretched out on his back with the youngling's red helm supported on the elder's metallic knees. Hot Rod looked up at him with dimmed optics. "Kup?" He whispered.

"Yeah?" The gray mech answered.

"What's-" The younger's optics snapped shut in pain as his spark throbbed a fourth time.

Kup swallowed thickly.

The weak mech's optics opened to half-mast as he began again. "What's wrong with me?"

"You're suffering from the affects of losing one's spark mate," The gray mech's own optics filled with energon tears. "I'm not going to lie to you kid. Not many survive this."

Hot Rod nodded weakly. "I understand."

"Do you?" Kup snapped, his emotions suddenly getting the better of him. "Because I don't think you entirely do," The gray mech's metallic cheeks grew wet with glowing, fuchsia tears. "Primus, kid. You'll most likely offline and I won't be able to do anything to stop it. I don't want to stand by and watch as the closest thing I have to a son dies," He covered his face with a servo, trying to hide his anguish from the orange mech. "First Prime, then Ultra Magnus, and now it may be you. I-it's not fair!" The war hero broke down, silent sobs shaking his frame.

Hot Rod weakly moved his arm and touched one of Kup's clenched servos. "Kup?" He called, raising his voice slightly to get the elder's attention. "Kup?"

The gray Autobot's optics opened and he looked down at his student, helplessness shining in his blue orbs. Hot Rod squeezed his teacher's fist and it opened, Kup's digits wrapping gently around his student's silver servo. "It will be alright," The orange mech assured.

"How can you be certain?" The elder whispered.

"I'm not certain, but I intend to-"

A fifth throb from his spark interrupted him and he rode out the pain, his servo clenched around Kup's. "I-I intend to fight it," he finally continued, panting, "I-I may never be the same without Magnus, but I must keep my promise to him."

"Promise? What promise?"

A small smile formed on Hot Rod's metallic lips. "That I live on should he die. It was one of Magnus's conditions before he agreed to bond with me."

Kup's servo clenched around his when a sixth throb rocked the flamed mech's body and the younger gasped.

"K-Kup?" Hot Rod asked once it was over. The orange mech's blue optics flickered as they opened.

"Yes?" The gray mech answered.

"I want you to promise me something."

"Anything, kid."

"P-promise you'll stay right beside me. N-no matter what h-happens."

Kup squeezed Hot Rod's servo as he looked straight into those flickering optics. "I promise."

"Thank you."

Hot Rod smiled.

Then his spark throbbed for the seventh time.

The orange mech's body went taut as a human's bowstring and a scream was torn from his lips, optics flaring a blinding blue. Kup held Hot Rod still when painful spasms hit the young Autobot. The scream echoed through the palace and over the metallic grounds of Quintessa for a full two minutes before it stopped and echoed away.

Then all was silent.

Kup watched in horror as Hot Rod went limp in the gray mech's grip, his optics offlining. "Kid?" The old war hero gently shook the younger Autobot. "You alright?"

His fear grew when he received no reply.

The gray mech took great care as he lifted the orange 'bot into his arms and carried him over to the bunk before laying the unmoving Cybertronian on it. Kup leaned down and placed an audio against Hot Rod's metallic chest, listening for any sign of life.

He gasped and stumbled backwards when he heard none, his optics staring in shock. "No," Kup whispered.

Suddenly rage replaced the shock.

The gray mech growled, his face turning skyward. "Why?" He asked. "Why, Primus, did you have to take him away? WHY!"

He punched the metal wall in frustration when he received no answer.

"He was still so young. The lad had a long life ahead of him." Kup's optics stung with tears. "He could have become the next Prime for slag's sake!" The gray mech began to pace as he rubbed his sore servo.

"First Optimus, then Magnus, now you've taken Hot Rod. What more do you want?" Kup growled. "He was like a son to me! A son!"

He picked things up off the floor, not caring what they were, and began to throw them against the walls and bars, watching as they either smashed into pieces or were blackened by the electricity.

Kup eventually stopped, panting hard.

He walked over to the bunk and looked down upon Hot Rod's relaxed face. The elder mech ran a shaking servo along the red helm as deep sorrow replaced the rage. The gray war hero dropped to his metallic knees beside the bunk, resting his helm against its edge. "You said everything would be alright," Kup said, tears rolling down his facial plating. "You promised you would fight it." His servos gripped the ragged blankets of the bunk tightly as he shook from the force of his sobs.

Kup did not know his cries had been heard by the spirit of a certain red and blue truck-former.

* * *

><p>"Me Grimlock say we go this way."<p>

The other Dinobots growled. They had been searching for Kup and Hot Rod for hours, going this way and that, but still they had not found the two. "Me Swoop say I fly up high and see." The pterodactyl-former suggested.

Grimlock nodded his large head.

Swoop transformed before he took off and circled, getting higher and higher before he flew out of sight. The Dinobots continued in the direction they were going.

"Hot Rod and Kup this way." Grimlock said a few minutes later.

"No me Sludge say they this way," the long necked Dinobot argued.

The Tyrannosaurus growled. "And me Grimlock say we go this way."

"Why me Sludge should listen to you Grimlock?"

"'Cause me Grimlock king!" He stomped his foot.

Sludge nodded. "Yes, you Grimlock king. Me Sludge follow."

They continued on yet again when Swoop flew over and landed in front of the others as he transformed. "Me Swoop no see nothing," He shrugged.

"Me Grimlock sure Hot Rod and Kup are this way. Me Grimlock can feel it."

They all started walking in direction indicated by the Dinobot leader. The Triceratops came up beside Grimlock and started to argue with him. "Me Slag say you full of Beryllium bologna!"

They came up to a pit of spikes and the Triceratops was about to step in it when Grimlock hit Slag with his tail in retaliation and he fell over. "Me Grimlock say you full of Cesium salami."

Slag got up and growled at his leader. "Beryllium bologna!"

Grimlock growled and got ready to take a swipe at Slag when heard a voice that did not belong to the others.

"Friends find, look behind!"

Grimlock turned hid great head this and that, looking for the source of the sound. "Who say that?" He called.

A small orange Autobot came out from behind a large pillar. He jumped down and ran over to Sludge's tail before he began to climb up the Dinobot's back and neck.

He sat on the longneck's head before he replied, "Friends find, look behind! You go wrong way. You fool I say." He smiled and chuckled.

"Me Grimlock no fool," the Tyrannosaurus snapped.

"In spite of what you may believe, the right of fooldom you can achieve," the boy laughed.

The Dinobot leader growled and approached the youngling. "Me Grimlock no like you," the T-rex shoved the small 'bot off Sludge's head.

The boy hit the ground with a small grunt before he pulled out a slingshot and a glowing red orb. The orange 'bot fired at the Dinobot, hitting the giant lizard's metallic snout. "Ow!" Grimlock grabbed at the red spot. "Why boy hit my nose?"

"Wheelie say we find friends today," the 'bot answered before he began walking in the opposite direction.

The Dinobots followed. "Me Grimlock say we on our way."

Wheelie laughed.

Suddenly a scream pierced the air.

The group stopped and looked around as the sound increased slightly before it echoed away into silence. Grimlock looked at Wheelie with wide blue optics. "Me say that sounded like Hot Rod."

"Then hurry we must. To the palace or bust!" The small car-former answered.

The Dinobots transformed and began to run while Wheelie rode on Grimlock's shoulder. They could have flown, but even the Dino-formers were smart enough to know they would be detected easily if they were in the open air. The Dinosaurs were safer among the spires and spikes that littered the planet.

It would still be some time before they reached the palace, though.

* * *

><p><em>A deep voice called his name and a large servo gently touched his shoulder, giving it a slight shake to wake him. The action reminded him of Magnus, but the voice was deeper, more commanding than his mate's. "Hot Rod," the familiar voice called again.<em>

_The orange mech groaned and rolled onto his back, his optics opening. For a moment everything was blurry before it cleared and he gapped at the sight of ethereal blue optics set in the familiar visage of his former leader. "Optimus…"_

_The Prime smiled. His attractive face was visible without the battle mask. He ran a gentle servo over the orange 'bot's helm and Hot Rod sighed, the pain he felt there melting away. "Where is this place?" The youngling asked, looking around._

_The world around them was bathed in white light and he was on his back with his red helm supported by a blue metallic leg. The ground felt like metal, but the orange 'bot couldn't be sure. "This is the Matrix," Optimus answered._

_Hot Rod looked up at his former leader with wide optics. "Am I dead?" He asked, sitting up._

_The orange 'bot shifted before he sat on his knees facing the Prime._

_Optimus chuckled, his blue optics shining. "No, but I am."_

_Hot Rod's own optics dimmed at the memory of his leader's death and how he got in the way, allowing Megatron time to grab him and shoot at the Prime. "I'm sorry. You'd still be alive if it weren't for me," he hid his face in his servos. "It's all my fault." _

"_Don't blame yourself," the Prime answered softly. "I still would have died that day."_

_Hot Rod looked up. "What?"_

_Optimus chuckled. "I was stupid enough to let him trick me. Had you not come, Megatron would have killed me in that moment and the Matrix would have died with me."_

"_You're saying that if I didn't intervene all would have been lost?"_

"_Yes," the Prime replied solemnly. "Megatron would have won."_

_Hot Rod swallowed and nodded. "Why am I here?"_

"_The others need you," Prime replied._

"_I don't understand. You talk as if I was a step away from offlining for good. Yet I'm supposedly not dead."_

_Optimus looked him in the optics as he said, "You almost did offline for good."_

_The youngling stared in shock. "What?"_

"_Had I not stopped you, your spirit would have joined the Matrix. Your body did offline."_

_Hot Rod covered his face. "Kup, oh Primus, Kup. He must be falling apart right now."_

_Optimus patted his back. "It's your decision to go back or not."_

_The younger Cybertronian sighed. "I don't think I'd be able to go on without Magnus by my side."_

"_You won't have to."_

_Roddy looked up at his mate's brother. "But I thought-"_

"_Ultra Magnus is still alive."_

"_I felt him die. The bond died with him."_

"_He did offline for a time, but the thread that connects you both is still there. His spark did not diminish."_

_Hot Rod sighed. "Then why did I-"_

"_Because you cannot live without each other. A bond does not break when a spark mate dies. It was your choice, albeit unconsciously, to follow Magnus everywhere he went, even if it meant following him where your physical self could not go. The bond acted accordingly to your wishes."_

"_So If I'm alive, Magnus is too?"_

_Optimus nodded._

_Hot Rod stood and the Prime followed. "I'm going back."_

_The red and blue mech chuckled. "Good luck to you then."_

_Roddy suddenly felt very tired and he stumbled. Optimus caught him as he fell forward. "W-what?" He whispered, optics drooping._

"_You're spark is returning to your body." Optimus gave him a light squeeze as the orange mech's optics shut. "Say hello to Magnus for me."_

"_I will," Hot Rod answered before he fell back into the darkness._

_(Junkion, tunnels)_

* * *

><p>Arcee was worried.<p>

No matter how many times she commed the commander all she got was static.

Springer walked up beside her and took one of her pink servos, his green digits twining with hers. "Everyone is alright Arcee," he reassured. "We'll get out of here and see what's going on out there. Ultra Magnus has far more experience facing 'cons than we do. He'll make it out alright."

Arcee nodded before she replied, "But I can't help feeling as if those Decepticons are far more powerful than any we've faced so far."

Springer thought about it. "You're right, they are stronger, but Magnus can handle them," his fist clenched. "He has to be able to or we're slagged."

Perceptor spoke up then. "We should turn right at the fork here. That will then lead us out of this tunnel system and up onto the surface."

"How long will it take, Perceptor?" Daniel asked. The faster they got out of there then the faster they would be able to save his dad and Bumblebee.

"ETA should be at least another…forty-five minutes if we keep this pace," the scientist answered, calculating their speed and the length of the tunnel they would be traveling.

The boy sighed.

"Don't worry Daniel. We'll get out of here," Arcee said.

"When we do we'll rejoin Magnus and find a working ship in this junk heap," Springer said, a smile on his face. "Then we can find Kup and Hot Rod."

Daniel laughed. "After that we'll save my dad and 'Bee?"

"Yep," the triple-former gave a thumbs up.

"Then let's go!" The boy fist pumped before he took off running, the others following closely behind.

* * *

><p>His senses were fuzzy when he became aware again.<p>

The sounds around him were muffled and his limbs felt slightly numb. His optics were shuttered and he wasn't able to find the strength to open them. He realized he was no longer laying on the floor. The surface beneath him was slightly soft and squishy, like a bed or some sort of cot. Kup must have moved him to the bunk in the cell and closed his optics when the gray mech realized he was offline.

Kup. Where was the gray war hero? Had the Quintessons come and taken him to be put on trial then dropped in the Sharkticon tank? Fear clenched in his gut at the thought and he forced his shutters open, blue optics coming online.

The sight that greeted him was the dark blurry ceiling.

He blinked a few times to clear his vision, turning his head away from the wall to search for his mentor. Hot Rod spied a gray smudge in the corner of the cell and his optics cleared, bringing Kup into full view.

The war hero was sitting on the floor, his arms around his metallic knees with his face hidden in them. The orange mech was unsure whether Kup was asleep or not. "Kup," he called.

No answer. He tried again. "Kup."

The gray mech seemed to freeze for a second before Kup slowly lifted his helm, blue optics wide with shock. "H-Hot Rod?" The gray mech stuttered. "Are you really…"

The younger Cybertronian smiled and nodded.

Kup suddenly jumped to his pedes and practically ran to the mech on the bunk. He pulled the orange 'bot into a hug, arms wrapping tightly around the youngling. "Hot Rod!" Kup cried, joy shining in his optics as tears streaked down his metallic cheeks.

The gray mech buried his face in the young Autobot's neck, his arms tightening even more as sobs shook the elder's frame again. "It's okay," Hot Rod said quietly as he weakly wrapped his own arms around Kup. "I'm right here."

"Y-you little punk," the war hero muttered between sobs. "Scaring a 'bot l-like that. You should b-be ashamed."

Hot Rod smiled fondly as he rested his metallic chin on Kup's shoulder and closed his optics. "At least you didn't faint when you saw I was alive," the orange mech said. "You know? Like that Doctor from the human mystery stories Daniel likes to read sometimes."

Kup chuckled, his sobs stopping. He pulled away from Hot Rod to look his protégé over, happiness and joy shinning in his optics. The orange Autobot reached a silver servo up and wiped a stray tear away from the war hero's cheek. "You look like the pit, kid," Kup said.

Hot Rod chuckled, feeling some of his energy return. "Thanks. You don't look so bad yourself," the younger replied sarcastically.

Kup rolled his optics and Hot Rod laughed. "But how are you still online?" Kup asked after a moment of silence. "Didn't Ultra Magnus die?"

Hot Rod shook his head before he replied, "Optimus told me he was still alive."

The gray Autobot's optics widened. "Optimus? You saw Prime and spoke with him?" Kup began to shake again. "And Ultra Magnus is alive?"

Hot Rod placed a servo on his mentor's shoulder and squeezed slightly. "Kup. Optimus was the one who kept me alive. Yes I spoke with him, but that was only for a short time before I decided to go back," the orange mech said reassuringly. "He said it was my decision to return and I did. That's all that matters at the moment," he looked Kup in the optics. "I'm alive and I don't plan on going anywhere anytime soon. My place is here with you guys."

Kup took a deep breath to collect himself and the shaking stopped. "You promise?" The gray war hero asked.

"I promise."

Kup smiled, his blue optics lighting up.

Suddenly the door to their cell opened and a hoard of Sharkticons entered the room.

They grabbed the two Autobots before dragging them out to be tried by the five faced creature. A purple ring appeared around their torsos, effectively pinning Kup and Hot Rod's arms to their sides.

The shark-formers pushed them out onto the platform in the middle of the room before leaving the two Autobots to their fate.

The advisor smirked at the orange mech, his optics roving hungrily over the young 'bot's body. Hot Rod glowered back.

Cybertronian Adrenaline was the only thing keeping him on his feet at the moment. The younger Autobot knew he would not be able to stay standing for long after he and Kup somehow managed to escape.

The tentacled Quintesson floated forward. "Before his Imperial Magistrate delivers a verdict, would you like to beg for your lives?" He asked, "It sometimes helps, but not often."

Kup turned his head to look at his protégé, struggling slightly in his bonds. "I can't transform."

"Keep trying," Hot Rod whispered loudly.

"Silence or you will be held in contempt of this court!" The five faced horror ordered, the mask of anger in place.

"I have nothing _but_ contempt for this court!" The flamed mech snapped, glaring up at the creature.

The advisor turned to his master. "Guilty or Innocent?"

The mask twisted until it stopped on the fanged green face. "Innocent."

The plank dropped out from under them and they both plunged into the yellow waters below, the purple rings disappearing. The two Autobots began to swim to the bottom of the pool as the hungry Shark-formers gave chase. "They've got more Sharkticons than we have photon charges!" Hot Rod called up to his mentor.

"Then let's hold a demolition derby," Kup answered, transforming.

The youngling laughed as he transformed. He accessed his radio and played, _"Gentlemen, start your engines!" _

Kup chuckled as they began driving around the bottom of the pool.. Faster and faster they went until the water was a giant whirlpool and they were able to use its momentum to get themselves out.

The two Autobots practically flew out of the water, landing heavily on the metal floor. The shark-formers climbed out after them and Hot Rod barreled forward with a whoop into the mass of Sharkticons, running them over. Kup followed suit, flattening a few in the process.

The two transformed back into robot mode by the wall.

Hot Rod laughed as he looked at his mentor. "Didn't even bend a fender," the orange 'bot said, imitating the gray mech.

Kup smiled as the youngling laughed again. A growl caused him looked over his shoulder. "Yeah, but look," he pointed as another hoard of metal sharks came at them, "Here come some more of those overgrown can openers."

One of the sharks got up behind Hot Rod and came at him, its jaws wide. The orange mech saw and punched the beast in the face, hard. The creature froze and his sharp teeth fell into a pile at his feet. It took a shaky step forward, claws extended. Hot Rod dodged and the Sharkticon sliced off the face of another shark that was sneaking up from behind. "We can't hold out forever, but we can give them one humungous repair and medical bill!"

One of the sharks jumped atop Kup's back and proceeded to claw at the mech. The war hero gabbed it by the arms as Hot Rod shot at it with the photon lasers on his wrists. The creature let go with a roar and Kup threw it off him, taking its flail-like tail to use as a weapon. The gray mech spun it wide over his head before he brought it down, swiping at the beasts and smashing a few faces in the process.

The creatures moved in as the two Autobots began to tire, backing them into the wall before the sharks pounced. Kup's optics widened in horror as Hot Rod was buried under a swarm of the monsters before he too was buried.

Hot Rod cried out as a shark bit down on his yellow spoiler and began to tear while another grabbed his left leg, its teeth ripping through the metal

The tentacled advisor made for the exit, fear in his optics. "Execute them!"

He just reached the door when it fell forward, flattening him under it. The Dinobots, in their lizard forms, stepped through with Grimlock in the lead. The advisor's tentacles waved faster in pain as Slag came in last. He paused and looked down at the creature as it said in a muffled voice, "Get the pit off of me!"

Slag snorted. "Excuse me."

He made sure to stomp extra hard on the creature's flailing limbs as he stepped off the door.

"Me Grimlock want to munch metal!" the tyrannosaur called as he turned to the fight, Wheelie riding on his neck.

The Sharkticons looked up as the ground shook, their optics widening at the sight of such large beings. A few of the braver ones attacked while the rest tried to escape, unburying Kup and Hot Rod.

Grimlock stomped down, crushing a few Sharkticons as Wheelie fired his slingshot at a few others. One angry shark came at the Dinobot leader's legs only to be scared away by Grimlock's roar. Another stood its ground until the T-rex's jaws were an inch from its face then it turned tail and ran.

The orange mech stayed laying on his stomach, his optics squeezed shut after the shark-formers had retreated away from the two mechs. "Hot Rod?" Kup called as he stood, favoring his left arm slightly as it leaked a small amount of energon.

Fear clenched in the elder mech's gut when the young 'bot didn't respond.

The gray war hero moved quickly over to his protégé, dropping to his knees and looking the youngling over when he reached the flamed mech. Kup growled when he saw the boy was leaking energon. It came from his leg where the Sharkticons had torn into the metal. He also noticed Hot Rod's spoiler had been bent and dented by the beasts. The gray mech gently turned the injured Cybertronian over onto his back to see if there was any further damage. Hot Rod hissed in pain, his optics opening to look up at Kup just as Swoop threw a Sharkticon against the wall.

The flamed mech laughed. "I never thought I'd be so happy to see those big bozos."

Kup laughed as Grimlock looked affronted. "Me Grimlock no bozo! Me king!" The Dinobot said.

The five faced leader twisted back to the fanged green mask. "Sharkticons! Execute them!" It ordered.

The shark-formers transformed to robot mode as they looked at each other in confusion. Grimlock roared and stomped his foot, causing the ground to shake. Hot Rod cried out when his leg was jostled and the big dinosaur looked apologetic before he continued. "Me Grimlock say you execute them!" The Tyrannosaur pointed up at the Quintessons.

The Shark-formers looked each other again and smiled before they took off toward the wall, climbing one on top of the other to make a Sharkticon ladder.

Kup watched as the five faced creatures escaped, a smile on his lips. "I think problems on this planet will be solved very shortly."

"Yeah, but what about our problem?" Hot Rod asked. "We need a ship."

"You get ship if I get trip," Wheelie said, smiling.

The flamed mech grimaced as he pulled himself up into a sitting position to see better, using a Sharkticon leg to stay upright. Kup moved to survey the damage done to the orange mech's leg. It couldn't be repaired until he had the proper tools

"Who are you?" The flamed mech asked.

"Him Wheelie," Grimlock said as he scooped the minibot up with his snout. "Him friend."

The injured mech chuckled. "He'll be mine too if he can find a ship."

Wheelie pointed up to a spire on the ridge by the palace. "Give a stare over there."

Kup looked up from his work. "That's a ship?"

"Who cares, as long as it flies." Hot Rod said before he gasped in pain.

He glared down at Kup who was smiling a little too innocently as the gray mech worked on the youngling's leg.

"Me Grimlock say we go now!" The large Dinobot said.

"This is all I can on your leg for now, kid," Kup stood before he offered a servo to Hot Rod. "Maybe that ship has some medical supplies. Think you can walk?"

The flamed mech nodded as he took the offered servo and shakily pulled himself to his pedes. Hot Rod swayed dizzily backwards before he grabbed Grimlock's offered snout for support and he leaned heavily against it, exhaustion written all over his face. "Thanks 'Lock," the injured mech said.

"Me say anytime, Hot Rod, anytime," the tyrannosaur answered quietly.

Kup frowned. "Looks like someone's gonna have to carry you," he showed them his injured arm, "I don't think I'd be able to with this."

The Dinobot leader's optics looked up from the tired Hot Rod. "He Hot Rod can ride on me," he volunteered.

The gray war hero looked skeptical.

"Me Grimlock be gentle."

Before anyone could say anything more, the tyrannosaurus began to stoop down as Swoop transformed and gently placed the flamed mech where Wheelie had been sitting on Grimlock's neck. The leader's armor shifted so Hot Rod could lean comfortably against him. Kup watched the injured mech like a cyber-hawk in case he slipped off.

The Dinobot stood to his full height once the larger orange mech was safely in place. "You Hot Rod okay back there?"

"Just prime," the flamed mech answered, his voice strained.

Grimlock nodded his head slightly before the leader began to walk.

* * *

><p>They reached the ship in no time with Kup riding on Sludge's back and Wheelie riding on his head. The ship was unguarded so they were able to slip onto the ship with no resistance.<p>

That was the easy part.

The hard part came when they reached the cockpit and discovered it to be more advanced than their own ships. "Dear Primus!" Kup fumed. "This thing has more buttons than an I'lorkan button monster."

"What?" Wheelie asked.

"You don't want to know," Hot Rod replied from his place in the pilot's chair.

The flamed mech tiredly studied the panel before him, his processor throbbing in time with his leg. Finally he gave up trying to decipher the Quintesson language and flipped the red switch to his right.

Immediately the ship revved to life.

"Who knew the color red could be a good thing?" He chuckled.

Grimlock snickered.

A screen to Hot Rod's left came online. He knew this one. It was the navigation panel. All one needed to do was input the coordinates and the ship would go wherever the place was.

The problem was they didn't have any.

An idea hit the orange mech and he turned to Kup in the seat beside him. "Can you find the other ship's homing beacon on the maps?"

Kup smiled and nodded, getting to work immediately while the ship rumbled beneath their feet. A few minutes later the gray mech was relaying the coordinates to Hot Rod. The flamed mech put them in the navigation panel and pressed another button to its right.

The ship revved again as it took off.

Hot Rod set it on autopilot before slumping in his chair and rubbing the metal above his left optic. "Come on, kid. Let's get to med bay so we can get patched up and you can get a little shut eye. There might even be some energon cubes if the Sharkticons were anything to go by."

"What's our ETA?" The tired mech sighed as he stood with Kup's help.

The elder looked his panel before replying, "About an hour and a half. Give or take."

Hot Rod nodded as they began to walk, Kup supporting his weight and the Dinobots following behind with. Grimlock kept a watchful eye on the flamed mech the entire way in chase Kup needed help.

* * *

><p><em>(Junkion, on the surface)<em>

A green helicopter flew over the junk wasteland, scanning for any sign that his commander was still alive.

Springer had been searching for the past hour and still he had yet to find Ultra Magnus's energy signature. 'You better be alright Magnus,' he thought. 'Cause if you aren't Roddy'll be devastated.'

The green chopper finally flew over the junk heap where the blue and white mech had last been seen. His scans pinged as they picked up something and he flew lower to see what it was.

Springer's optics were met with a horrible sight.

Ultra Magnus's body had been blown apart and left strewn across the ground, some parts still smoking.

He commed the others. _/Springer to Arcee./_

_/Arcee here. Did you find him?/ _The pink femme asked.

_/Yeah and it isn't pretty./ _He replied. _/You guys should get over here./ _

He sent the coordinates to Arcee via data burst. _/Alright. We're on our way./_

They arrived twenty minutes later.

Arcee gasped and placed her servo in his, tears shining in her optics. "Not Ultra Magnus," she whispered.

Springer squeezed her servo, regret in his own optics. "Hot Rod is never going to forgive me," he muttered looking away.

"Its not your fault, Springer," Perceptor said, looking sadly at the remains of his commander and friend. "These things happen. Magnus knew what he was doing."

"But without the Matrix there's no hope, no hope at all." Blurr said quickly, sadness in his optics.

"First Prime, now Ultra Magnus," Arcee said, looking over at Springer. "What will we do now?"

Daniel silently watched the exchange and tears began to well up in his eyes.

Suddenly something moved in the corner of his vision. The boy turned his head to see what it was before he pointed, his eyes widening. "Look!"

A strange transformer rode up over the hill on a motorcycle with others like him following. "Don't look at what's behind door number two! It's time to play end of the line my valentine!" He called as he approached. "Geroni-do-run-run-ronimooo!"

The Autobots, Daniel included, turned tailgate and ran.

One of the cyclists threw a chain around Springer's helicopter tail and began to pull. The green chopper pulled back hard. His pursuer was taken clear off his bike. He didn't stay down for long though. He got up and transformed into a bike while his partner went into robot mode.

Two attacked Blurr with a net, which he ripped through, while another proceeded to pound on Arcee with his axe-like weapon. She extended a sharp spinner weapon and gouged it into the bike. Her attacker and his arm went flying, but he merely got back up, put on his arm and transformed for his partner.

"It's not hard to knock them down. It's trying to make them stay down that's the trick." Springer called to her.

"They're indestructible!" Arcee answered.

"And they're everywhere!" Daniel cried as more of the junk robots popped up from the ground.

Perceptor came up beside the boy his microscope gun ready to fire in case one of the creatures got too close.

"You check in, but you don't check out!" The leader said, a smirk on his face.

He threw his axe at Springer who proceeded to shove being off his bike in chopper-mode. The bearded Transformer attacked with a second axe as Springer transformed and engaged him with his sword. Springer parried and slashed as the brown mech blocked with his shield and hit with his axe.

One lucky hit from the stranger sliced the green mech's cheek and he was thrown back by a shove from the other. The landing knocked the wind out of Springer's vents and he gasped. The brown mech came at him, his axe raised.

The green triple-former recovered and transformed to car mode just as the weapon was brought down, its edge nicking his front left light as Springer backed up in an attempt to escape the brown Junkion. He found himself backed into a corner and unable to move any further.

The bearded mech came at him again as Springer transformed and pulled out his sword again. A hard blow from the Junkion broke his sword and the enemy's weapon dug into his arm. He cried out in pain when the axe was jerked out, energon flowing out of the wound and onto his servo. He gripped the injury in his other tightly as the green mech backed away from the leader.

The brown Junkion advanced again when suddenly there was a loud clang of metal on metal and the bearded Transformer dropped to the ground in a heap. Springer looked up to see a smirking Daniel with a large metal pole in his hands. "What?" The boy asked at the incredulous look. "Never saw a human lift something this heavy before?"

Springer laughed.

They all looked up as a shadow passed over them.

A strange spiral ship came into view. It turned around a junk heap and landed close to where the Autobots were standing. It twisted into the ground until the doorway was at ground level before it stopped, sharp anchors digging into the ground.

A platform extended out as the exit slid open and several familiar 'bots stepped out onto the planet.

The Dinobots came out first with the unfamiliar Wheelie riding on Sludge's head. Kup came after, supporting Hot Rod. The young Autobot's injures were repaired. A silver weld mark on his leg being the only reminder of his fight with the shark-formers and it still ached slightly when he put weight upon it. The flamed mech was exhausted. It showed in the dimness of his optics and the way he lent on Kup to stay upright.

Daniel ran up to them, a large smile on his face. "Kup, Hot Rod!"

Before the gray war hero could warn the boy, Daniel jumped and wrapped his exosuit arms around the orange 'bots slender waste in a hug. Hot Rod lost his balance, tipping backwards and landing on his aft with Daniel held protectively in his arms. The boy looked up at the flamed mech with concern in his large brown eyes. "You okay?" The human asked.

Hot Rod smiled down at him. "I'm fine Dano. Just tired."

Daniel nodded and got off as the elder Autobot approached. The young 'bot looked up as Kup held out a servo and Hot Rod took it, pulling himself to his feet with the gray mech's help.

The two Autobots paused at the bottom of the platform when they saw the Junkions. The bearded leader stood and approached, curiosity in his ruby colored optics.

Hot Rod glanced at Kup, a smile on his metallic face. "What was that universal greeting you taught me earlier?" He asked.

The gray mech opened his mouth to answer when Hot Rod held up a servo. "No wait I remember now," he carefully removed an energon goody from a subspace pocket before the flamed mech offered it to the Junkion leader as he said, "Bah-weep-Grahn-ah-weep-ninniebon."

The brown mech repeated the greeting and Hot Rot did the same as he handed the energon to the Junkion. The leader took it and raised it above his helm showing it to the his fellow motorcycle-formers, yelling the universal greeting. The others repeated it and began to celebrate.

Hot Rod laughed. "I'm Hot Rod, by the way," the flamed mech said before he pointed out the others on his team out and said their names.

"Wreck-Gar is my name, collecting things is my game!"

Kup chuckled. "Where'd you learn to talk like that?"

"TV!" Wreck-Gar pulled a small portable television out of one of his subspaces and showed them, channels flying by as he pressed the button. "We talk TV. You talk some TV?"

"I talk a little. Now here's the news, don't touch that dial," Kup replied.

Hot Rod laughed.

The Junkions were still chanting the universal greeting in the background as Wreck-Gar lead the Autobots away to his tribe's junk mound village so they could rest in safety.

* * *

><p>That evening a party was thrown to celebrate the new friendship between the Cybertronians and the Junkions.<p>

Hot Rod sat and watched while the others danced as he drank his energon cube. He smiled as Daniel tried to copy Wheelie's break dancing only to fall over.

Despite the celebrating and laughter around him, the flamed mech felt lonely. Magnus kept coming to his mind. Springer had told him about the commander's supposed death and how he had fought to save them from the monster calling himself Galvatron. Hot Rod couldn't imagine how a mech could survive being blown into bits.

He could still not sense Magnus through the shrouded bond. The orange mech was starting to have serious doubts as to whether Magnus was even alive.

The thought of facing the universe without his mate there to support him made Hot Rod's shoulders slump in defeat.

But he would keep the promise he had made to his mate and continue living… No matter how much it hurt.

Wreck-Gar sat down beside the flamed mech and studied him for a time. "What's eatin' ya kid?" He asked.

Hot Rod smiled sadly. "Just thinking."

"'bout what?"

The orange mech turned toward Wreck-Gar and swallowed a mouthful of energon before he replied. "Ultra Magnus," at the Junkion's confused look he went on. "My mate. The one who was blown apart by the Decepticons."

"Oh. No need to fret!" Wreck-Gar smiled and got to his pedes again, pulling out a gong-like thing.

He hit the gong and everyone looked up, stopping what they were doing. The Autobots and other tribes people crowed round when the Junkion leader waved them over.

Wreck-Gar whispered to about six of his men and they took off over the hill. "What are they doing?" Kup asked the flamed mech.

"I don't know," he replied.

A short time later the six mechs returned, Ultra Magnus's parts with them.

Hot Rod stared in shock as they placed his mate's remains on the ground and began to put Magnus back together. "We'll have him good as new and in tip-top shape with ninety-day warranty!" Wreck-Gar said, looking at the orange mech with a wide smile on his face.

Several minutes later he had been repaired and they began to pour a substance on him that cleaned Magnus up and got rid of the scratches littering his armor.

As they finished, the commander's spark chamber closed around his pulsing blue spark and the bond burst to life, leaving Hot Rod breathless. He was nearly bowled over when the feeling of desperation and shock shot down the bond as Magnus came online.

The commander sat up and looked around at everyone, shock in his optics. "You're all alive," he said.

Hot Rod ran toward his mate, grabbing him round the waste. The momentum was enough to make Magnus lose his balance and they both fell to the ground with a thump. Hot Rod buried his silver face in the truck-former's chest and sobbed. Big blue arms wrapped around him out of reflex as Ultra Magnus looked down at his distraught mate. "Hot Rod…" Magnus said as he sat up again with the flamed mech still in his arms.

A large white servo slid gently down the side of Hot Rod's red helm and the orange mech pulled away from his mate's chest to look up at him, sniffling slightly. "Ultra Magnus…" Hot Rod answered as he leaned up and the truck-former leaned down.

The world around them disappeared as their lips connected in a long chaste kiss before they pulled back to stare into each other's optics, their noses brushing. _'I love you,' _Hot Rod whispered, using the bond as he wrapped his arms around Magnus's neck.

The blue and white mech smiled and claimed his mate's lips again, their glossa brushing gently together this time. _'And I you, my dearspark,'_ he replied.

The sudden sound of cheering pulled the two 'bots out of their own little world.

They broke the kiss and looked around to see everyone clapping, cheering, or both. Hot Rod turned his head to see a blushing Daniel trying to hide his face in his hands. The flamed mech laughed as he got back to his pedes before helping Magnus to his, their digits staying twined together as a serious looking Springer approached.

"The Matrix?" The green mech asked.

Magnus bowed his head. "It's gone."

Kup sighed. "And with it, all hope."

"No!" Hot Rod snapped.

They all looked to him, shock in their optics. "Galvatron has it," Arcee said.

The flamed mech growled. He wanted revenge for what the Decepticon leader had done. "Where's Galvatron? Where is he?"

Everyone could see murder in his blue optics and Springer smiled. He'd feel the same way if Arcee had been blown apart instead of the commander. "The answer is…Unicron," Wreck-Gar replied.

"Then we've got to destroy Unicron!" The flamed mech said.

"Yes, friends, act now. Destroy Unicron. Kill the grand pobah! Eliminate even the toughest stain!"

Wreck-Gar walked over to a box, still muttering to himself as he opened it and began pressing buttons. The ground shook as the Junkion ship pushed up out of the junk piles and the human's eyes widened.

Ultra Magnus and Hot Rod turned to each other and nodded before they took off for the Quintesson ship, the other Autobots doing the same while the Junkion's boarded their's.

The commander and his mate watched the stars fly by as they left the planet's atmosphere, their digits twining together again.

Hot Rod and Ultra Magnus knew they were heading into certain death, but they took comfort in the knowledge that wherever one would go, the other would follow. "You do know that you mean the world to me, right?" Magnus asked, his voice soft.

Hot Rod nodded and smiled. "I do," he answered before the orange mech looked up at his mate, blue optics shining as he said, "Together we'll stand and together we'll fall."

The blue and white mech kissed a silver servo before he answered, "I wouldn't have it any other way."

* * *

><p>That's the end. I edited so it looked better and added a few sentences.<p>

I hope you liked this fic. Because if you do a sequel may be written. What do you say?

I'm not sure if the title works, but I'll go with it for now.

Until next time! Please review!


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